Florida Annual Report (Sunbiz)

This file is the source-review record for this document version, per the manual-source-review-v1 practice.

Current claim

• status: draft
• verification.method: manual-source-review-v1
• verification.lastVerifiedAt: 2026-07-02

draft, not verified, because the live e-filing wizard (services.sunbiz.org/Filings/AnnualReport/FilingStart) was unreachable for a field-by-field walkthrough this session — see "What was not done" below.

Sources examined

• Document (id, version): us/fl/doc/annual-report / 1.0.0
• Spec version: GovSchema 0.3.0
• Authority: Florida Department of State, Division of Corporations (branded and commonly known as "Sunbiz").
• https://dos.fl.gov/sunbiz/manage-business/efile/annual-report/ — "File Annual Report". Fetched live via plain curl (HTTP 200, no block), 2026-07-02. Supplies: the entities that must file (profit corporations, LLCs, LPs, LLLPs, nonprofit corporations); the May 1, 2026, 11:59 PM EST late-fee cutoff and the $400 late fee (profit corporations, LLCs, LPs, LLLPs only — nonprofits exempt); the administrative-dissolution consequence of not filing by the third Friday in September (dissolution at close of business the fourth Friday, Ch. 607/617/620 F.S.); the 2026 calendar deadlines for paying by check (September 18) vs. credit card (September 25); payment options (credit/debit card, prepaid Sunbiz e-file account, check/money order by mail with a payment voucher); the online-signature rule (typing a name is sufficient, s. 15.16 F.S.; unauthorized signing is forgery); what can be changed on the annual report (officers/directors/managers/authorized members, registered agent and office, principal/mailing address, FEIN) and what cannot (the entity's name); the amended-annual-report fees ($61.25 corporation/nonprofit, $50.00 LLC — noted but out of scope, see below); and the full Annual Report Fees table (quoted verbatim into each documents[] entry's sourceRef).
• https://dos.fl.gov/sunbiz/manage-business/efile/annual-report/instructions/ — "Annual Report Instructions". Fetched live (HTTP 200), 2026-07-02. This is the strongest field-level source used: the Division's own section-by-section instructions for its e-filing wizard, covering Document Number, Entity Name (immutable on this filing), FEIN (incl. the "Applied For" placeholder rule), Principal Place of Business Address, Mailing Address (P.O. Box acceptable), Registered Agent Name/Address/ Signature (incl. the physical-Florida-address rule, the new-designation signature requirement, and the s. 48.151 F.S. Chief-Financial-Officer-as-registered-agent carve-out for authorized insurers), Principals (officers/directors/managers/authorized representatives/general partners — open title list, at least one required, the LP/LLLP general-partner name-change restriction), Certificate of Status (optional, its own fee table, email delivery), and Email Address (public-record note). Quoted directly into each affected field's own sourceRef.
• https://services.sunbiz.org/Filings/AnnualReport/FilingStart — the live e-filing wizard's entry point. Fetched live (HTTP 200), 2026-07-02, but returned a maintenance notice, not the wizard: "Sunbiz.org electronic filings are down for scheduled maintenance and will resume at 8am ET on Tuesday, July 7th." (2026-07-02 is a Thursday; July 7, 2026 is the following Tuesday — i.e. genuinely in the future relative to this session, not yet reachable.)

What was not done — the one honest gap

Unlike de/finanzamt/tax-identification-number (verified by directly operating BZSt's live unauthenticated form with Playwright), no live walkthrough of the Sunbiz annual-report e-filing wizard itself was performed, because the wizard was down for scheduled maintenance for the entirety of this session (see source list above). This is a different kind of gap than an authentication wall (e.g. nz/dia/realme-verified-identity) or a login-gated form (e.g. us/dos/passport-application-ds11): the wizard is otherwise reachable without login (only a document number is needed), but was simply unavailable at fetch time.

Consequently, this schema's field inventory is derived from the Division's own Annual Report Instructions page rather than from reading input ids/labels/ordering directly off the live wizard. That page is authoritative and unusually detailed (a genuine field-by-field instruction set, not generic guidance), but it is one sourcing grain below a direct field-by-field form comparison — for example, it does not give input ids, the wizard's exact screen-by-screen layout, or client-side validation masks. status stays draft until a live walkthrough is possible; re-check after nextReviewBy (or sooner, once the maintenance window passes).

Modelling decisions

• Not an edition-versioned (time-versioned) form, despite being filed every year. Applying the GSP-0005 §2 coexistence test used for us/ca/sos/business-entity-llc-formation: a fresh IRS 1040/FAFSA edition is filed for a specific past year and multiple editions can genuinely coexist as concurrently valid filings (a 2025 and a late 2024 return, both open at once). Florida's annual report does not work this way: an entity that misses a filing year is not later asked to back-file that missed year's report — it is administratively dissolved and, if it wants to continue, must instead file a Reinstatement application (a different process, out of scope here), not a catch-up annual report for each missed year. The "2026 Annual Report" label on the Division's site is a current-year filing-window convenience, not a distinct form edition with its own field set — the instructions, fields, and fee structure described here are not shown as varying year to year. Authored at the plain (non-edition) registry path, registry/us/fl/doc/annual-report/1.0.0/.
• Authority slug doc, consistent with the sibling us/fl/doc/llc-formation schema (FL.4). Both this schema and its FL-wave sibling are filed with the same Division of Corporations; the doc slug (rather than dos, which would collide in spirit with the unrelated federal us/dos/* — U.S. Department of State — passport schemas already in this registry) was kept identical across both so a consumer sees one authority segment per issuing body, per Least Surprise.
• entityType as a single closed enum spanning all five fileable entity types, rather than five separate near-duplicate schemas. The Division publishes one shared annual-report process (fee table, instructions page) for all five entity types, differing only in fee amount and in the narrower LP/LLLP general-partner restriction — both modelled as entity-type-conditioned documents[]/description content rather than forked into parallel schemas, per Composability & reuse.
• Fee amount modelled as four mutually-exclusive documents[] entries gated by entityType, using the GSP-0013 in operator for the combined LP/LLLP fee bucket (the source states one $500 fee shared by both LP and LLLP), rather than a single fee document with a computed/variable amount — the spec's document.amount is a fixed {currency, value} pair with no conditional-amount member, so distinct entries per fee tier is the correct shape (the same pattern sg/ica/identity-card-reregistration established for all-composed conditions, extended here to a leaf in array).
• Late fee (lateFeePenalty) is deliberately left unconditioned (required: false, no requiredWhen). The $400 late fee is triggered by the filing's own submission timestamp relative to the May 1 cutoff, not by any applicant-supplied field — this schema has no "what date are you filing" input, and inventing one solely to hang a requiredWhen off it would assert a wizard field this session could not observe (the wizard was unreachable — see above). The full applicability rule (all entity types except nonprofit corporations, only if filed after the cutoff) is instead stated in full in the document's own handling and sourceRef, so a consumer reading the schema is not misled by a bare required: false into thinking the fee never applies.
• Certificate of Status fee split by entity type using the same all composition as the SG NRIC precedent (GSP-0013 §1, requestCertificateOfStatus == true AND entityType in {...}), because the Instructions page publishes two different fee tiers ($8.75 corporations/LPs/LLLPs, $5.00 LLCs) for the same optional add-on.
• registeredAgentIsNewOrChangedDesignation and registeredAgentIsChiefFinancialOfficerInsurer modelled as explicit boolean fields, not folded into registeredAgentSignature's own description. The Instructions page states two independent, source-named gating facts — "if designating a new registered agent, the new agent must sign" and "if the CFO is the registered agent, ... a signature is not required, type NOT REQUIRED" — each is exactly the kind of applicant-facing fact the field model is meant to carry as a condition, not prose; registeredAgentSignature.requiredWhen composes both (all: [isNewOrChanged, not(isChiefFinancialOfficerInsurer)]) per the GSP-0013 grammar, mirroring sg/ica/identity-card-reregistration's first use of all in this registry.
• entityName kept as a required field despite being immutable on this filing. The Instructions page treats it as data displayed/confirmed on the wizard (the current name of record), just not editable here; modelling it as a field (rather than omitting it) matches how the live wizard actually surfaces it, with the immutability rule stated in the field's own description rather than by leaving the field out.
• **Single flat principal* field group (principalTitle, principalName, principalAddressLine1/City/State/ZipCode), not a repeating list**, exactly as us/ca/sos/business-entity-llc-formation modelled its single-organizer signature block. The source states "you must provide at least one principal" but the actual cardinality is unbounded (officers, directors, managers, authorized members, and — for LP/LLLP — general partners can each have multiple entries). GovSchema v0.3 has no repeating/array field type (GSP-0009, still Proposed); this schema follows the same established precedent of modelling the single required minimum and citing GSP-0009 for the out-of-scope repetition, rather than inventing principal1Name/principal2Name-style fixed slots that would still be wrong for genuinely unbounded cardinality.
• principalTitle as an open string, not a closed enum. The Instructions page says the filer "can select the title(s) from the list provided, or enter the title in the textbox if it is not listed" — i.e. the live wizard itself does not treat titles as a closed set. Asserting an enum here would risk rejecting a valid title the wizard actually accepts, the same discipline used for nz/dia/realme-verified-identity's unconstrained gender field.
• No edition member; no crossFieldValidation/exclusivityGroups. No cross-field rule beyond the requiredWhen conditions already expressed on individual fields/documents was identified in the sources examined.

Out of scope

• Amended Annual Report — a distinct filing (with its own $61.25/$50.00 fee tiers) used to correct an annual report already filed and posted this year; mentioned by the source but not modelled here as a separate process.
• Reinstatement — the filing required after administrative dissolution for missing a filing year; a materially different process (its own application + accumulated fees) from the routine annual report modelled here. A candidate for a future, separate us/fl/doc/reinstatement-style schema if this vertical is revisited.
• Name-change amendment form and LP/LLLP general-partner add/delete amendment form — both explicitly out of scope of the annual report itself per the source, and not modelled here.
• Beneficial Ownership Information reporting — the source page notes this is a separate federal (FinCEN) requirement for which the Division only provides notice, not a Division of Corporations filing.

Re-verification

Per the practice's cadence, nextReviewBy is set to 2027-01-02 (6 months). Re-check all sources above on or before that date, and on any change to source.url. If a future session finds services.sunbiz.org/Filings/AnnualReport/FilingStart reachable (the maintenance window observed here was scheduled to end 2026-07-07), re-verify by direct wizard walkthrough and promote status to verified, per de/finanzamt/tax-identification-number's precedent.